The Board of Directors of Kemira Oyj decided to establish a long-term share incentive plan

Stock Exchange ReleaseDecember 21, 2018 at 1 pm (CET+1)

The Board of Directors of Kemira Oyj decided to establish a long-term share incentive plan

The Board of Directors of Kemira Oyj decided to establish a long-term share incentive plan directed to a group of key employees in Kemira. The aim of the plan is to combine the objectives of the shareholders and the persons participating in the plan to increase the value of Kemira, to commit the participants to Kemira, and to offer them a competitive reward plan. The Board received advice for the planning work of the long-term share incentive plan from external advisors.

The long-term share incentive plan includes altogether two one-year performance periods: years 2019 and 2020 and three three-year performance periods: years 2019 – 2021, 2020 – 2022 and 2021 – 2023. The structure enables a gradual shift from the current one-year performance periods to three-year performance periods. The three-year performance periods are considered to better support the purpose of the plan in alignment with shareholder interests and the implementation of the long-term goals of Kemira.

The Board shall decide on the plans performance criteria and on the required performance levels for each criterion at the beginning of each performance period. The Board shall decide on the plans participants and share allocations in the beginning of each performance period.

The potential reward is paid partly in Kemiras shares and partly in cash. The cash portion is intended to cover taxes and tax-related costs arising from the reward to the participant. As a rule, no reward will be paid, if a participants employment or service ends before the reward payment.

The shares potentially paid as reward from the one-year performance periods may not be transferred during the restriction period, which will end two years from the end of the performance period. Should a participant’s employment or service end during the restriction period, as a rule, he or she must gratuitously return the shares given as reward. The restriction period is not applicable to the three-year performance periods.

The Board recommends that a member of the Management Board shall own such number of Companys shares that the total value of his or her shareholding corresponds to the value of his or her annual gross salary as long as the membership continues.

The Board recommends that a member of the Management Board shall hold at least 50 per cent of the number of shares given on the basis of this plan also after the end of the restriction period, until his or her shareholding in total corresponds to the value of his or her annual gross salary.

Participation in the long-term share incentive plan’s performance periods 2019 & 2019 – 2021 is directed to approximately 90 people. The rewards to be paid in these performance periods, if the criteria are fulfilled, will amount up to a maximum of 643,500 Kemira Oyj shares. In addition, a cash proportion intended to cover the taxes and tax-related costs arising from the reward is included.